Coming off last season's embarrassing disappointment at the Advocare V100 Independence Bowl in Shreveport---and with the uncertainty of a new coaching regime looming and where his place would be in that regime---UNC defensive tackle Sylvester Williams gave strong consideration to leaving North Carolina for a shot at the National Football League Draft last winter.

Coming off a strong first season at the BCS level in which he recorded 54 tackles---a solid number for an interior defensive lineman---Williams may very well have been a potential sleeper in the later rounds for the right NFL team this past April.

But Williams, at the time a rising senior, decided he had to give new head coach Larry Fedora a chance to at least speak with him and the UNC team before he made the decision to head to the pros.

"Coach Fedora, we've kind of had a good relationship starting off because of the situation about me leaving school early and entering the Draft," said Williams recently in an interview with Tar Heel Illustrated.

In his first address to the Tar Heel team as a whole Fedora challenged the players to play well in the Independence Bowl despite the team's lame-duck coaching status. He only spoke to the UNC team as a whole on this first occasion.

At the time, Fedora was also thinking about his last Southern Miss team back in Hattiesburg (Miss.) preparing for a Hawaii Bowl encounter Christmas Eve with Nevada.

"The first time I met Coach Fedora, after they had hired him (as UNC's new coach), he came in and one of the things that gave me tremendous respect for him is Coach Fedora came in the room and said, 'I want you guys to work hard and have fun this bowl game,' and at the same time, he hadn't even played in the bowl game (with Southern Miss) himself," Williams said.

"He (Fedora) was able to get the (Southern Miss) team humble and excited even knowing that they were going to have a different head coach the next year."

Nobody has to explain to UNC's players what it feels like to play a bowl game with a head coach who everyone knows is coaching his last game at the school.

But seeing how much better Southern Miss's team handled the transition than UNC themselves did was more than enough to whet Williams' appetite about playing for Fedora.

"My thing was it's hard to get a team motivated when they know that their head coach is leaving. And some of the team could have been like, 'Oh man, this guy is leaving us,' but instead they went out there and played for him," Williams said.

"It was an emotional thing for me, because I felt like this has got to be a great guy, for them to have that amount of respect for him that even know they know he's leaving, for them to still go out there and play to win that football game. So that was big time for me."

"After that I had a tremendous amount of respect to him (Fedora) from me."

That first introduction to Fedora in the UNC team meeting might have been an inspirational thing for Williams, but it was nothing compared to when he finally got to speak to the new Tar Heel head coach face-to-face.

Fedora didn't mince words when he spoke one-on-one with the big lineman the first time.

"When I first talked to Coach Fedora he told me I needed to lose weight," Williams said.

"He (Fedora) came up to me, and before we even talked about that (the NFL Draft), he asked me and said, 'How much do you weigh?' and I said, 'I'm around 335 (pounds) coach, and he (Fedora) said, 'You've got to lose weight."

"He was fat and overweight when I got there (to UNC)," said Coach Fedora. "He was 330 pounds and he was making a decision whether he was going to come out (in the Draft) or stay in."

"We talked and he said, 'You know what coach? I'm staying (in college). I want to be a part of this next year. (And Fedora said), 'Okay. You need to lose 30 pounds.'"

It might have been easy for some players to have taken Fedora's advice the wrong way, but Williams didn't.

"Not at all (I didn't take it personal). Actually, I took it as a compliment," he said. "The first thing I said was, 'Yes sir,' and I respected that because I knew I needed to lose it myself. My head coach telling me that means a lot to me."

"You know how many times I've heard that in talking to players (that they'd lose weight)?" Fedora said. "You know what? You talk to Sly right now and he is 300 pounds. He went from about 330 to about 300 pounds. He came into camp in excellent shape with excellent strength. He had a tremendous summer."

"There's something about the kid, when he tells you he's going to do it, he's going to do it," Fedora continued. "There are a lot of kids that don't do it that way. He worked hard and has done it."

Fedora and Williams' early conversations in the first few months centered largely around Williams' progress.

"Every time he (Coach Fedora) saw me he said, 'How much do you weigh?' and I would tell him I had lost five pounds, ten pounds," Williams said.

Williams met with UNC's team nutritionist to get a diet plan in place, and he combined a better eating approach with intense in new strength coach Lou Hernandez's offseason weight lifting program.

"The first thing I did was telling myself I was going to eat right," he said. "I came back to school for another year, so I said I'm going to make this my best year. So I've been eating right and working out every day."

"When I would wake up in the morning, I would have waffles or something like that, maybe a bowl of cereal. And then lunch, I would eat something lean like grilled chicken, Subway, or maybe Qdoba for rice. I mixed it up all day, but I had a lot of grilled chicken in my diet, and broccoli, salad, stuff like that."

"And once I started doing it, I just started seeing the pounds fall off, and it was the right type of pounds," Williams continued. "It wasn't water weight. I started seeing real weight fall off, and it just got me excited. It made me want to work harder."

"I maintained my strength, so at the end of the day I feel like I'm as strong as I was, but I'm quicker. So I feel like it's all an advantage."

As a result of his weight loss Williams has stamina, more quickness and agility this summer in training camp sessions, and has found he can breathe better throughout practice.

"I can tell a lot of difference (with the weight loss). I was watching myself on film the other day and I was like, 'Golly, I look so much smaller, man,'" he said. And to tell you the truth, I feel so much better just breathing-wise. And I'm able to run more efficiently. I'm never bent over. I'm never in pain. I feel great."

"Sylvester has had a great camp so far, just as expected," said quarterback Bryn Renner.

Now that Williams is trimmer and fitter, he's in position to step up and become an All-ACC caliber performer for the Tar Heels in the defensive trenches this season. Williams was fourth in the preseason All-ACC media voting for defensive tackle at the recent ACC Media Days in Greensboro.

But coming off a solid 2011 season and with a lot going for him with the weight loss, there's no reason to think this couldn't be a breakout season for Williams.

"At the end of the day, I feel like if you want to be the best, you've got to play with the best. And at the end of the day, I want to establish myself as the best, and I want our defense to be the best in the ACC and also in the nation," Williams said.

"It puts pressure on me, but I like the pressure. I want to be that guy that they look for and say, 'We want Sly to make a play for us,' and I want to be the guy as a leader on this team. I kind of like the pressure."

"Does he have a motor? Does he play hard? That's what you're looking for in defensive lineman," Fedora said. "And Sly plays hard. He's got great "get off." He's got great strength and he's got a motor."

The fact that UNC is switching from a 4-3 to a 4-2-5 defense impacts Williams arguably less than anyone else on the defense.

It's still largely a traditional four-man front for the Tar Heels, and Williams will continue to take on opposing guards and centers in the middle, helping plug holes and tie up the lineman so the linebackers can fit gaps and make plays.

"I think Sly would be a perfect fit in anybody's defense," said Fedora. "He's a great kid first of all (with) his personality and his will to win. He does exactly what you ask him to do when you ask him to do it. He's a heck of a football player. So I think he would be a good player in anybody's defense."

It's been a fascinating journey for Williams, who just a few short years ago was a basketball player in Jefferson City (Mo.) who hadn't ever stepped on a football field.

It took the cajoling of a new coaching staff at Jefferson City High School to talk him into even playing football.

"I had some problems in my younger days going to school, but my father loved football, and he was a standout player in high school. And that kind of relationship with him, he pushed me to play football," Williams said. "I was a basketball player."

"They (Jefferson City High) had gotten a new coach and the new coach approached me in the hallway one day and asked me, 'Why aren't you playing football,' and I said, 'Well I've just never thought about playing.'

And now he finds himself not only in position to make a lot of money someday playing the sport of football, but also a prime role model for the North Carolina coaches to show to potential future players---a model of what's possible with motivation and hard work.

"If a recruit is going to come on campus we want Sly to be with him," said Coach Fedora. "Because of his personality, because of how much he loves the University, because of what he stands for. He's going to do things the right way."

"I think the sky is the limit for Sly, I really do. What a great kid."